25B - AGMT - AMENDED KIOSK - Laserfiche WebLink

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LOSS OF: BUSINESS PROFITS, BUSINESS INTERRUPTION, BUSINESS INFORMATION OR DATA STORAGE, GOODWILL, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF THE USE OR INABILITY TO USE THE LICENSED SOFTWARE, EVEN IF KIOSK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 6. Default Should the Client fail to pay any fees or charges due hereunder or fail to carry out any other obligation under this License Agreement or any other agreement with KIOSK, KIOSK may, at its option, in addition to other available remedies, terminate this License Agreement or suspend Maintenance, provided that it first gives the Client thirty (30) calendar days prior notice in order to permit the Client to cure the Client's default. In addition, Maintenance will automatically terminate with respect to any copies of Licensed Software that are no longer regularly used by KIOSK Clients whether as a result of expiration or replacement of such versions with new Releases. 7. Notices All notices or other communications required to be given hereunder shall be in writing and shall be delivered by personal delivery, mail, courier, or facsimile to the address or facsimile number of the other party set forth in the Agreement. Notice shall be deemed given based on any one of the following notification methods: upon personal delivery; if sent by fax, with confirmation of correct transmission, on the next business day after it was sent; upon the courier's confirmed delivery if sent by courier; and if sent by mail with proper postage prepaid, five (5) calendar days after the date of mailing. A party may change its address for notice by delivering to the other party written notice. 8. Term and Termination; Survival a. Term. The term of this License Agreement (the "Term") shall commence on the Effective Date and shall continue until terminated as set forth herein. b. Termination. Either Party may terminate this License Agreement by delivering written notice thereof to the other Party in the event that such other Party breaches any material term or condition of this License Agreement and does not take action to cure such breach within thirty calendar days after receipt of written notice from the non -breaching Party, which notice shall specify the breach in reasonable detail. c. Termination by Client. Client may terminate the license grant in the Licensed Software at any time on 30 calendar days' notice to KIOSK. At termination of the license grant, Client will no longer use the Licensed Software in any way and will destroy all copies of the Licensed Software in its possession and have an officer of the Client certify to such destruction. d. Survival. The following shall survive the termination of this License Agreement: (a) provisions of Sections 7, 8 and 11, (b) any payment obligations of either party accruing prior to the effective date of such termination, and (c) any other provisions of this License Agreement necessary to interpret the respective rights and obligations of the parties hereunder 9. Governing Law. This License Agreement shall be governed by the laws of the State of Colorado and the United States as applied to agreements entered into and fully performed therein by residents thereof. 25B-17